Clic Technology 10-Q 2019 Q2 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2019

Commission File Number 333-208350

CLIC TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Nevada	47-4982037
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

20020 W. DIXIE HWY, SUITE 1202, AVENTURA FL 33180

(Address of principal executive offices) (Zip Code)

305-918-1202

(Registrant’s telephone number, including area code)

_____________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes     ¨ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). x Yes     ¨ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	x
(Do not check if a smaller reporting company)		Emerging Growth Company	x

If an Emerging growth company, indicate by check mark it the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). x Yes     ¨ No

As of May 20, 2019, there were 260,725,000 shares of common stock issued and outstanding.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	11
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	12
Item 4.	Controls and Procedures.	12
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings.	13
Item 1A.	Risk Factors.	13
Item 2.	Unregistered Sales of Securities and Use of Proceeds.	13
Item 3.	Defaults Upon Senior Securities.	13
Item 4.	Mine Safety Disclosures.	13
Item 5.	Other Information.	13
Item 6.	Exhibits.	13
	SIGNATURES	14

2

CLIC Technology, Inc.

Condensed Balance Sheet

	6 Months Ended			12 Months Ended
	31-Mar-19			30-Sep-18
	Unaudited			Audited
Assets
Current Assets
Cash and cash equivalents	$	313,970		$	22,857
Total Current Assets	$	313,970		$	22,857
TOTAL ASSETS	$	313,970		$	22,857
Liabilities
Current Liabilities
Accounts Payable	$	-		$	44,601
Related party loan	$	515,243		$	484,742
Total Current Liabilities	$	515,243		$	529,343
Long Term Liabilities
Note Payable	$	1,074,695		$	384,733
Total Long Tem Liabilities	$	1,074,695		$	384,733
Total Liabilities	$	1,589,938		$	914,076
Stockholders' Equity
Common Stock:  Authorized 500,000,000 shares, $0.001 par value; Issued and outstanding 260,725,000 shares	$	260,725		$	260,725
Retained Earnings	$	(1,346,964	)	$	(1,151,944	)
Total Stockholders' Equity	$	(1,086,239	)	$	(891,219	)
Total Liabilities & Equity	$	503,699		$	22,857

The accompanying notes are an integral part of these financial statements.

3

CLIC Technology, Inc.

Condensed Statements of Operations (unaudited)

	6 Months Ended						3 Months Ended
	31-Mar-19			31-Mar-18			31-Mar-19			31-Mar-18
Sales				$	-					$	-
Less:  Cost of Goods Sold				$	-					$	-
Gross Profit	$	-		$	-		$	-		$	-
Deduct Marketing, Selling & Administrative Expenses	$	359,787		$	8,974		$	175,843		$	3,000
Operating Profit (Loss)	$	(359,787	)	$	(8,974	)	$	(175,843	)	$	(3,000	)
Other Expenses:  Interest on Convertible Note	$	24,963		$	-		$	19,178		$	-
Net Profit (Loss)	$	(384,749	)	$	(8,974	)	$	(195,020	)	$	(3,000	)
BASIC AND DILUTED NET LOSS PER COMMON SHARE		(0.00148	)		(0.00003	)		(0.00075	)		(0.00001	)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING– BASIC AND DILUTED		260,725,000			260,725,000			260,725,000			260,725,000

The accompanying notes are an integral part of these financial statements.

4

CLIC Technology, Inc.

Condensed Statements of Cash Flows (Unaudited)

	6 Months Ended			6 Months Ended			3 Months Ended			3 Months Ended
	31-Mar-19			31-Mar-18			31-Mar-19			31-Mar-18
CASH FLOWS FROM OPERATING ACTIVITIES
Net Profit (Loss) for the period	$	(384,749	)	$	(8,974	)	$	(195,020	)	$	(3,000	)
Adjustments to reconcile net Profit (Loss) to net cash used by operating activities
Changes in Current Liabilities		(44,601	)		6,198			0			0
NET CASH FROM OPERATING ACTIVITIES		(429,350	)		(2,776	)		(195,020	)		(3,000	)
CASH FLOWS FROM INVESTING ACTIVITIES
NET CASH used by Investing Activities		0			0			0			0
CASH FLOWS FROM FINANCING ACTIVITIES
Related party loan		30,501						0
Notes Payable		689,963			2,719			531,848			2,943
NET CASH used by Financing Activities		720,464			2,719			531,848			2,943
NET CASH INCREASE (DECREASE) For PERIOD		291,113			(57	)		336,827			(57	)
Cash, Beginning		22,857			169			22,857			169
Cash, Ending		313,970			112			313,970			112
SUPPLEMENTAL CASH FLOW INFORMATION AND NONCASH INVESTING AND FINANCING ACTIVITIES:
Cash paid during the period for:
Interest	$	0		$	0		$	0		$	0
Income taxes	$	0		$	0		$	0		$	0

The accompanying notes are an integral part of these financial statements.

5

CLIC Technology, Inc.

Stockholders' Equity

Description	Shares			Amount			Surplus (Deficit)
Common Stock as on September 30, 2016		1,750,000,000			1,750,000			(16,585	)
Shares cancelled		(1,706,250,000	)		(1,764,950	)
Shares Issued		30,100,000			30,100
Net loss								(30,288	)
Common Stock as on September 30, 2017		73,850,000			15,150			(46,873	)
Shares Issued		186,875,000			245,575
Development cost								(918,783	)
Net loss								(186,287	)
Common Stock as on September 30, 2018		260,725,000			260,725			(1,151,944	)
Net loss								(195,020	)
Common Stock as on March 31, 2019		260,725,000			260,725			(1,346,964	)

The accompanying notes are an integral part of these financial statements.

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CLIC TECHNOLOGY INC.

NOTES TO FINANCIAL STATEMENTS

March 31, 2019

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

CLIC Technology, Inc. is a publicly traded holding company under the symbol, “CLIC”.

This Company was previously known as:

· FundThatCompany, Inc. until July 31, 2018

· Incorporated in the State of Nevada as a for-profit Company on September 4, 2015

The Company adopted fiscal year end of September 30.

The Company acquired a Cyprus company, “Oceanovasto Investments Ltd.”, a company organized under the laws of the Republic of Cyprus, on May 17, 2018 from which date it is its wholly owned subsidiary. In September 2018, the Company decided to discontinue the subsidiary’s operations and develop the technology on the parent company level.

Going concern

During the current period of reporting, the Company earned no revenue, while the revenue in the previous year was $7,500. The Company incurred operating losses of $1,536,693 since inception. As of the current balance sheet date, the Company’s working capital is negative. The Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. The Company intends to continue to fund its business by way of private placements and advances from related parties as may be required. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from this uncertainty.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements present the balance sheet, statements of operations, stockholders’ equity and cash flows of the Company. These financial statements are presented in the United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States.

Use of Estimates and Assumptions

Preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Accordingly, actual results could differ from those estimates.

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Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.

Fair Value of Financial Instruments

The carrying amount of the Company’s financial assets and liabilities approximates their fair values due to their short-term maturities.

Loss per Common Share

The basic earnings (loss) per share is calculated by dividing the Company’s net income available to common shareholders by the weighted average number of common shares during the year. The diluted earnings (loss) per share is calculated by dividing the Company’s net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Diluted earnings (loss) per share are the same as basic earnings (loss) per share due to the lack of dilutive items in the Company.

Income Taxes

The Company follows the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances and tax loss carry-forwards. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment.

Stock-based Compensation

The Company follows ASC 718-10, “Stock Compensation”, which addresses the accounting for transactions in which an entity exchanges its equity instruments for goods or services, with a primary focus on transactions in which an entity obtains employee services in share-based payment transactions. ASC 718-10 is a revision to SFAS No. 123, “Accounting for Stock-Based Compensation,” and supersedes Accounting Principles Board (“APB”) Opinion No. 25, “Accounting for Stock Issued to Employees,” and its related implementation guidance. ASC 718-10 requires measurement of the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). Incremental compensation costs arising from subsequent modifications of awards after the grant date must be recognized. The Company has not adopted a stock option plan and has not granted any stock options. As on the reporting date, the Company had not adopted a stock option plan nor had it granted any stock options. Accordingly, no stock-based compensation has been recorded to date.

Recent Accounting Pronouncements

The Company does not expect the adoption of any recent accounting pronouncements to have a material impact on its financial statements.

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NOTE 3 – COMMON STOCK

The Company is authorized to issue 350,000,000 common shares with a par value of $0.001 per share. 260,725,000 shares were issued and outstanding on March 31, 2019. No preferred shares have been authorized or issued.

On September 4, 2015, the Company issued 1,750,000,000 (pre-split 10,000,000) common shares at $0.000005714 (pre-split $0.001) per share to the sole director and President of the Company for cash proceeds of $10,000. On October 26, 2015, the Company received $10,000 for issued 1,750,000,000 common shares at $0.000005714 per share to the sole director and President of the Company on September 4, 2015.

On December 2, 2016 the Company sold 30,100,000 (pre-split 172,000) common shares at $0.0001714 (pre-split $0.03) per share to 30 shareholders of the company for proceeds of $5,160. Funds were received by the Company on January 5, 2017.

On December 2, 2016, the founding shareholder of the Company returned 1,706,250,000 (pre-split 9,750,000) restricted shares of common stock to treasury and the shares were subsequently cancelled by the Company. The shares were returned to treasury for $0.000000005 per share for a total consideration of $10 to the shareholder.

On December 2, 2016, the directors of the Company approved a special resolution to undertake a forward split of the common stock of the Company on a basis of 175 new common shares for 1 old common share. The issued and outstanding common stock increased from 422,000 to 73,850,000 as of December 2, 2016.

On April 11, 2018, following a change of control effective April 9, 2018, as reported on Form 8-K, filed with the Securities and Exchange Commission on April 10, 2018, the board of directors of the Company increased the total quantity of authorized shares to 350,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued.

On May 3, 2018, the Company issued 110,000,000 restricted shares pursuant to the agreement of merger and plan of reorganization.

On May 17, 2018, the Company issued 76,875,000 restricted shares pursuant to the acquisition agreement with the Oceanovasto shareholders.

As of the date of these financial statements, the Company has not granted any stock options and has not recorded any stock-based compensation.

NOTE 4 – RELATED PARTY TRANSACTIONS

As on the reporting date, the present chairman, Yosef Biton, a related party, advanced $515,243 towards the operating expenses. The amounts due to the related parties are unsecured, and non- interest bearing, with no set terms of repayment.

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NOTE 5 – INCOME TAXES

The components of deferred income tax assets are as follows:

	Mar 31, 2019			Sept 30, 2018
Net operating loss carry-forward	$	(1,536,693	)	$	(1,151,944	)
Total deferred tax assets	$	1,536,693		$	1,151,944
Valuation allowance	$	(1,536,693	)	$	(1,151,944	)

The amount taken into income as deferred income tax assets must reflect that portion of the income tax loss carry forwards that is more likely-than-not to be realized from future operations. The Company has chosen to provide a full valuation allowance against all available income tax loss carry forwards. The Company has recognized a valuation allowance for the deferred income tax asset since the Company cannot be assured that it is more likely than not that such benefit will be utilized in future years. The valuation allowance is reviewed annually. When circumstances change, and which cause a change in management’s judgment about the realizability of deferred income tax assets, the impact of the change on the valuation allowance is generally reflected in current income.

As of the current balance sheet date, the Company has no unrecognized income tax benefits. The Company’s policy for classifying interest and penalties associated with unrecognized income tax benefits is to include such items as tax expense. No interest or penalties have been recorded during the current year; and no interest or penalties have been accrued as of the current balance sheet date. The Company did not have any amounts recorded pertaining to uncertain tax positions, as of the current balance sheet date.

The tax files of the current as well as the past years remain open to examination by federal and state authorities due to net operating loss and credit carryforwards. The Company is currently not under examination by the Internal Revenue Service or any other taxing authorities.

NOTE 6 – SUBSEQUENT EVENTS

Amendments to Articles of Incorporation

On June 3, 2019, the Company filed on Form 8-K with the SEC  that on May 24, 2019, the Company’s Board of Directors, with the approval of a majority of votes of its shareholders, had approved an amendment changing Article 3, “Authorized Stock”, of  the Company’s Articles of Incorporation (the “Amendment”), wherein the total number of authorized shares of common stock of the Company shall be increased from three hundred and fifty million (350,000,000) shares to six hundred million (600,000,000) shares.

The Amendment was submitted to the Nevada Secretary of State and was declared effective on May 24, 2019.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

This section of this Form 10-Q includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward- looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our predictions.

Overview

Clic Technology Inc (“CLIC”) is an early stage company focusing on the development of tools, based on blockchain technology, to facilitate digital asset management, including those specific to processing e-commerce and financial industry payments, in multiple countries and multiple payment platforms.

Results of Operations

Three Month Period Ended March 31, 2019

For the three-month period ended March 31, 2019 and 2018 we had no revenue. Expenses for the three-month period ended March 31, 2019 totaled $175,843 with interest expense being $19,178 resulting in a net loss of $195,020. The net loss for the three-month period ended March 31, 2018 was $3,000 consisting only of administrative expenses. The increase in expenses between the corresponding three-month periods is primarily due to the increase in overall activity during the period as a result of the company engaging in software development activities related to the creation of its payment gateway and related products.

Assets increased from $22,857 at the Company’s fiscal year end of September 30, 2018 to $313,970 at March 31, 2019. The assets consist of cash and the increase is the result of financing provided to the Company.

Liabilities increased from $914,076 as at September 30, 2018 to $1,589,938 as at March 31, 2019. The increase is mainly attributed to loans to the Company for its operating activities.

Six Month Period Ended March 31, 2019

For the six-month period ended March 31, 2019 and 2018 we had no revenue. Expenses for the six-month period ended March 31, 2019 totaled $384,749 consisting of $359,787 in general and administrative expenses and $24,963 in interest expense resulting in a net loss of $384,749. The net loss for the six-month period ended March 31, 2018 was $3,000 consisting solely of administrative expenses.  The increase in expenses is primarily due to the increase in overall activity during the period as a result of the company engaging in software development activities related to the creation of its payment gateway and related products.

Capital Resources and Liquidity

The Company requires additional funding to meet its ongoing obligations and to fund anticipated operating losses. We may not be able to borrow more and may impact our ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on raising capital to fund its initial business plan and ultimately to attain profitable operations. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from this uncertainty.

We expect to incur marketing and professional and administrative expenses as well expenses associated with maintaining our filings with the Commission. We will require additional funds during this time and will seek to raise the necessary additional capital. If we are unable to obtain additional financing, we may be required to reduce the scope of our business development activities, which could harm our business plans, financial condition and operating results.

Additional funding may not be available on favorable terms, if at all. The Company intends to continue to fund its business by way of equity or debt financing and advances from related parties. Any inability to raise capital as needed would have a material adverse effect on our business, financial condition and results of operations. If we cannot raise additional funds, we will have to cease business operations. As a result, investors in the Company’s common stock would lose all of their investment.

We anticipate that we will begin to implement our plan of operations within the next three months. As a result, we also expect to add a number of employees.

Off-balance sheet arrangements

Other than the situation described in the section titled Capital Resources and Liquidity, the company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect or change on the company’s financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors. The term “off-balance sheet arrangement” generally means any transaction, agreement or other contractual arrangement to which an entity unconsolidated with the company is a party, under which the company has (i) any obligation arising under a guarantee contract, derivative instrument or variable interest; or (ii) a retained or contingent interest in assets transferred to such entity or similar arrangement that serves as credit, liquidity or market risk support for such assets.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

Item 4. Controls and Procedures. Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time period specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is accumulated and communicated to management including our principal executive officer and principal financial officer as appropriate, to allow timely decisions regarding required disclosure.

In connection with this quarterly report, as required by Rule 15d-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of the design and operation of our company’s disclosure controls and procedures. The material weaknesses in our disclosure control procedures are as follows:

1. Lack of formal policies and procedures necessary to adequately review significant accounting transactions. We utilize a third-party independent contractor for the preparation of our financial statements. Although the financial statements and footnotes are reviewed by our management, we do not have a formal policy to review significant accounting transactions and the accounting treatment of such transactions. The third-party independent contractor is not involved in our day to day operations and may not be provided information from our management on a timely basis to allow for adequate reporting/consideration of certain transactions.

2. Audit Committee and Financial Expert. We do not have an audit committee with a financial expert and, thus, we lack the appropriate oversight within the financial reporting process.

We intend to initiate measures to remediate the identified material weaknesses, including, but not necessarily limited to, the following:

· Establishing a formal review process of significant accounting transactions that includes participation of our principal executive officer, principal financial officer and corporate legal counsel.

· Form an audit committee that will establish policies and procedures that will provide our Board of Directors with a formal review process that will among other things, assure that management controls and procedures are in place and being maintained consistently.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f)) during the current reporting period that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings.

Currently we are not involved in any pending litigation or legal proceeding.

Item 1A. Risk Factors.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

Item 2. Unregistered Sales of Securities and Use of Proceeds.

None

Item 3. Defaults Upon Senior Securities.

None

Item 4. Mine Safety Disclosures.

None

Item 5. Other Information.

None

Item 6. Exhibits.

Exhibit No.	Description	Filed Herewith	Previously Filed and Incorporated
3.1	Articles of Incorporation		Form S-1 Filed April 30, 2015
3.2	Bylaws		Form S-1 Filed April 30, 2015
3.3	Articles Of Merger		Form 8-K Filed May 11, 2018
3.4	Articles of Amendment to Articles of Incorporation		Form 8-K Filed May 11, 2018
3.5	Articles of Amendment to Articles of Incorporation		Form 8-K Filed June 3, 2019
31.1	Certification of Principal Executive Officer as required by Rule 13a-14 or 15d-14 of the Exchange Act, as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X
32.1	Certification of Principal Executive Officer Pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act 0f of 2002.*	X

* As contained in Exhibit 31.1

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	CLIC Technology, Inc.
Date: June 4, 2019	By:	/s/ Roman Bond
		Roman Bond, CEO
		Principal Executive Officer, Principal Financial Officer

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